8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 11, 2014

 

 

POWERSECURE INTERNATIONAL, INC.

(Exact name of Registrant as specified in its charter)

 

 

 

Delaware   1-12014   84-1169358

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S Employer

Identification No.)

 

1609 Heritage Commerce Court, Wake Forest, North Carolina   27587
(Address of principal executive offices)   (Zip code)

Registrant’s telephone number, including area code: (919) 556-3056

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):

 

  ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

  ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

  ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

  ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders.

2014 Annual Meeting of Stockholders

On June 11, 2014, PowerSecure International, Inc., a Delaware corporation (the “Company”), held its 2014 Annual Meeting of Stockholders (the “2014 Annual Meeting”). A total of 22,364,162 shares of Common Stock, par value $.01 per share, were issued and outstanding on April 14, 2014, the record date for the 2014 Annual Meeting, and were entitled to vote thereat, of which 19,033,312 shares were present, in person or by proxy, thus constituting a quorum at the 2014 Annual Meeting.

Set forth below are the voting results on each of the three proposals submitted to and voted upon by the stockholders at the 2014 Annual Meeting, which proposals are described in the Company’s Proxy Statement for the 2014 Annual Meeting:

 

  Proposal 1: Election of Directors

The following nominees were elected as directors, each to serve for a term of three years and until his successor is duly elected and qualified, by the vote set forth below:

 

     For      Against      Abstain      Broker Non-Votes  

Kevin P. Collins

     14,604,691         575,442         138,608         3,714,571   

A. Dale Jenkins

     14,732,711         445,811         140,219         3,714,571   

 

  Proposal 2: Approval, on an Advisory Basis, of Compensation of Named Executive Officers

The compensation of the Company’s named executive officers was approved, on an advisory, non-binding basis, by the vote set forth below:

 

For     Against     Abstain     Broker Non-Votes  
  10,197,215        4,928,007        193,519        3,714,571   

 

  Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm

The appointment by the Audit Committee of Hein & Associates LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014 was ratified, by the vote set forth below:

 

For     Against     Abstain  
  18,125,337        684,927        223,048   

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

POWERSECURE INTERNATIONAL, INC.
By:   /s/ Christopher T. Hutter
  Christopher T. Hutter
  Executive Vice President and Chief Financial Officer

Dated: June 11, 2014

 

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